货物海运合作协议(中英文） COOPERATION AGREEMENT ON CARGO MARITIME TRANSPORT

Party A (Agency of freight forwarder )

Party B (Principle of exporting cargo)

For the purpose of the development of transport and foreign import and export trade, party A and party B have reached the agreements through friendly consultations on the issues with respect to maritime exports, booking space, customs declaration, transportation and finance as follows:

Article One Consignation Items

Party B entrusts Party A to handle the international export transportation service in Shanghai, China.

Article Two Responsibilities and liabilities of Parties

Party A is responsible for the export business which are entrusted by party B including, inter alia, booking space for shipment, customs declaration, inspection, packing, delivery of documents, transfer of documents and other, party A shall, subject to party B’s request, effect the shipment of cargo-loading and inform party B of the information of transit port and destination in time. Under normal circumstances, party A shall, within 30 days as of the date of sailing, return the relevant documents to party B on time and shall be responsible for the proper custody of the signed / received party B’s documents, never loss. In addition, party A has the right to withhold party B's documents until party B settles all due expenses on time.

Provided that the shipping date is changed or the volume, weight and number of packages are not consistent, party A is responsible for notifying party B thereof on its own initiative prior to the shipment of goods, party B shall effect confirmation to party A in writing on the above changes or request the suspension of shipment without delay, otherwise, party A shall make the shipment of the cargo entrusted by party B pursuant to the shipping procedures.

The agent of party A’s destination port shall ensure the reasonable charging and not be allowed to accept any excess charge except for normal charges of destination port and commission. In case of any overcharge or overpayment, party A is liable to claim the excess difference on behalf party B.

Party B is responsible for providing the cargo source and assigning the cargo to party A for arrangement of the shipment. Party B shall, on booking space, provide the concerned documents for export declaration and prepare all necessary documents subject to different trade characters include, inter alia, contract, inspection certificates, write-off document, license, declaration form, manual, invoice, packing list, copy of export declaration form, contract, the relevant approval documents provided by the State and other legal and qualified documents.

Party B shall, on booking space, by facsimile or hand over to party A of the correct shipping bill which should specifically indicate the customer name on party B’s invoice. The contents of the shipping bill should indicate the packages number, weight, volume, port of destination, loading date, description of cargo (in Chinese and English), freight rates and other particular requirements. Where the contents of the shipping bill fail to specify the above mentioned issues, the consequences arising therefrom will be on account of party B.

The cargo shipped by Party B shall not smuggle any flammable, explosive articles or other articles which are prohibited exports by the State. Provided that party B request to change or cancel the booking space, should notify in time party A in writing and confirm with party A, however, if, the cargo have arrived at port or been off port prior to party B’s notification, party A reserve the right to reject party B’s request for modification or cancellation of booking.

Provided that parties hereto have any dispute or controversy on the cargo volume, weight and other, party B should effect payment in advance temporarily on party A’s warehouse measurement standards. The confirmed result of the inspection authority, subsequent to the arrival of cargo at the destination port, will be prevailing and the final settlement of freight is effected by the means of more rebated and less refunded.

Article Three Settlement Means

Party A shall, at the beginning of each month, deliver to party B the bill of arrears last month by party B, on which party B should confirm, where have any doubt or objection, may submit a written request of change thereof to party A, where agree thereon, should effect all payment of the freight within five working days upon receipt of the freight list from party A. The effective date of freight rate shall be subject to the sailing date.

Pursuant to negotiation between parties hereto, Party B agrees to effect the settlement of charges on the following method and issue bill of lading.

Ocean freight is settled in currency of US dollar, where settlement thereof in CNY, the temporaty exchange rate is one US dollar to yuan CNY.

Provided that party B designates a third party to effect payment, any refuse, underpayment and other matters occur, party B still reserve the obligation to effect payment.

Provided that party B fails to effect payment on time pursuant to the stipulation hereof, except party B shall undertake the liquidated damages of 5/10,000 on arrearage amount per day for its breach, party A reserve right to withhold the cargo abroad and all documents at home, include inter alia, bill of lading, foreign exchange write-off certificate, tax refund declaration form and other, until party B has effect settlement of all amount payable.

Article Four Termination of Contract

Where any party desire to terminate this agreement in advance, should give 30 day’s prior notice in writing to other party and this agreement can be terminated until settlement of all fees and charges.

Parties hereto should, subsequent to termination hereof, undertake and perform the liabilities and responsibilities which should be fulfilled as stipulated in original agreement but still outstanding.

Article Five Amendment of Contract

All amendments, supplements, subtractions, or alterations to this agreement shall be made in written form and become valid upon the signature of the authorized representatives of both parties. The valid amendments, supplements, subtractions, or alterations shall form an integral part of agreement and shall have the same legal force as the text hereof.

Article Six Law and Arbitration

All provisions of this Agreement shall be governed by the laws of the People's Republic of China.

Any dispute arising from or in connection with this Contract shall be submitted to China International Economic and Trade Arbitration Commission which shall be conducted in accordance with the Commission's arbitration rules in effect at the time of applying for arbitration.

Article Seven Validity

This Agreement shall come into force and effect from the date of signature by parties hereto. This Agreement is in duplicate, each party holds one copy on which shall abide by.

Article Special Statement

Provided that party B’s cargo need to be shipped, should notify party A in prior written notice, the arrangement of booking and shipment will only be effected subsequent to confirmation of sailing schedule by parties hereto, otherwise party A will not to undertake liability for delay in shipment.

Provided that after lading of cargo party B require to return shipment, or change port of destination, or transit port, or change transport mode, should be subject to the parties’ written confirmation thereon and counting related charges.

Where party B’s consignee in the port of destination, subsequent to notice by party A’s agent in the port of destination, fails to take delivery of cargo overdue time, all charges arising therefrom shall be borne by party B’s consignee, however, where party B’s consignee refuse to take delivery of cargo, the all charges in port of destination shall be on account of party B.